STOCK TITAN

Stewart Information (STC) stockholders back board, pay plan and KPMG at 2026 meeting

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Stewart Information Services Corporation reported voting results from its 2026 Annual Meeting of Stockholders. As of March 9, 2026, 30,502,735 shares of common stock were outstanding and entitled to vote, and 26,970,271 shares were represented, establishing a quorum.

Stockholders elected ten directors to serve until the 2027 annual meeting, with each nominee receiving more than 24.4 million votes in favor and fewer than 0.6 million votes against, plus broker non-votes. This indicates broad support for the existing board slate.

On an advisory and non-binding basis, stockholders approved the compensation of the company’s named executive officers, with about 24.6 million votes for and roughly 0.4 million against, along with abstentions and broker non-votes. Stockholders also ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 26,650,612 votes for, 231,338 against and 88,321 abstaining.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Shares outstanding 30,502,735 shares Common stock outstanding and entitled to vote as of March 9, 2026
Shares represented 26,970,271 shares Common stock represented at the 2026 Annual Meeting
Say-on-pay votes for 24,641,639 votes Votes in favor of executive compensation advisory proposal
Say-on-pay votes against 387,384 votes Votes against executive compensation advisory proposal
Auditor ratification votes for 26,650,612 votes Votes in favor of ratifying KPMG LLP for fiscal 2026
Auditor ratification votes against 231,338 votes Votes against ratifying KPMG LLP for fiscal 2026
broker non-votes financial
"Broker Non-Votes ‎24,641,639 | | ‎387,384 | | ‎16,348 | | ‎1,924,899"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
advisory and non-binding basis financial
"Approval, on an advisory and non-binding basis, of the compensation of the ‎Company’s named ‎executive officers"
independent registered public accounting firm financial
"KPMG LLP as the Company’s Independent Registered Public Accounting Firm for 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”)"
false 0000094344 STEWART INFORMATION SERVICES CORP 0000094344 2026-05-07 2026-05-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 7, 2026

 

STEWART INFORMATION SERVICES CORPORATION

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

Delaware   001-02658   74-1677330
(STATE OR OTHER
JURISDICTION)
  (COMMISSION FILE NO.)   (I.R.S. EMPLOYER
IDENTIFICATION NO.)

 

1360 Post Oak Blvd, Suite 100, Houston, Texas 77056

(Address Of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (713) 625-8100

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $1 par value STC New York Stock Exchange (NYSE)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 5.07.Submission of Matters to a Vote of Security Holders.

 

On May 7, 2026, Stewart Information Services Corporation (the “Company”) held its 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). Only stockholders of record as of the close of business on March 9, 2026 were entitled to vote at the 2026 Annual Meeting. As of March 9, 2026, 30,502,735‎ shares of the Company’s Common Stock were outstanding and entitled to vote at the 2026 Annual Meeting. At the 2026 Annual Meeting, 26,970,271 shares of Common Stock were represented, in person or by proxy, constituting a quorum for the meeting.

 

The following three proposals, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 25, 2026, were before the meeting, and they received the following votes:

 

Proposal 1: Election of Ten Directors to Serve until the 2027 Annual Meeting. The following individuals were elected to serve as directors of the Company:

 

   For  Against  Abstentions  Broker
Non-Votes
Thomas G. Apel  24,556,728  479,156  9,488  1,924,899
C. Allen Bradley, Jr.  24,616,792  419,078  9,501  1,924,899
Robert L. Clarke  24,497,879  537,991  9,501  1,924,899
William S. Corey, Jr.  24,854,411  181,442  9,518  1,924,899
Frederick H. Eppinger, Jr.  24,754,228  281,743  9,391  1,924,899
Deborah J. Matz  24,761,870  270,153  13,348  1,924,899
Matthew W. Morris  24,814,292  220,697  10,382  1,924,899
Karen R. Pallotta  24,660,844  371,159  13,367  1,924,899
Manolo Sanchez  24,759,622  271,944  13,805  1,924,899
Helen Vaid  24,847,851  184,661  12,859  1,924,899

 

Proposal 2: Approval, on an advisory and non-binding basis, of the compensation of the ‎Company’s named ‎executive officers.‎ The stockholders approved, on a non-binding advisory basis, the executive compensation as disclosed in the Proxy.

 

For  Against  Abstentions  Broker Non-
Votes
‎24,641,639  ‎387,384  ‎16,348  ‎1,924,899

 

 

Proposal 3: Ratification of the appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for 2026. The stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

 

For  Against  Abstentions  Broker Non-
Votes
‎26,650,612  ‎231,338  ‎88,321  0

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  STEWART INFORMATION SERVICES CORPORATION
(Registrant)
   
   
  By: /s/ Elizabeth K. Giddens
  Elizabeth K. Giddens,
Chief Legal Officer and Corporate Secretary

 

Date: May 11, 2026

 

 

 

FAQ

What was approved at Stewart Information Services (STC) 2026 annual meeting?

Stockholders elected ten directors, approved executive compensation on an advisory basis, and ratified KPMG LLP as independent auditor for 2026, confirming support for the board, pay programs, and audit firm.

How many Stewart Information Services (STC) shares were eligible and represented for voting?

As of March 9, 2026, 30,502,735 common shares were outstanding and entitled to vote. At the 2026 annual meeting, 26,970,271 shares were represented in person or by proxy, which constituted a valid quorum.

Were Stewart Information Services (STC) directors re-elected with strong support?

Yes. Each of the ten director nominees received more than 24.4 million votes for and fewer than about 0.6 million votes against, plus broker non-votes, indicating broad stockholder support for the board slate.

Did Stewart Information Services (STC) stockholders approve executive compensation?

Yes. In the advisory say-on-pay vote, 24,641,639 shares voted for the named executive officer compensation, 387,384 voted against, and 16,348 abstained, with 1,924,899 broker non-votes recorded.

Which audit firm did Stewart Information Services (STC) ratify for 2026?

Stockholders ratified KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 26,650,612 votes for, 231,338 against, and 88,321 abstentions in the auditor ratification proposal.

Filing Exhibits & Attachments

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